SUMMARY With recent rapid advances in biomedical technologies, astronomical numbers of cell lines are emerging as highly valuable and promising products for therapies or critical research tools. The ability to preserve stocks of quality-controlled cells on both industrial and laboratory scales is an important challenge, due to numerous technical and practical issues and regulatory concerns associated with traditional cryopreservation approach that requires the use of cryoprotectants. The present proposal specifically addresses this challenge by developing of a novel ?in-situ? cryopreservation technology that doesn?t require the use of any cryoprotectant. Our preliminary data demonstrated that efficacy of our novel ultra-fast cooling approach to successful cryopreservation of partial corneal endothelia without using any cryoprotectant. The over goal of this proposal is consequently to produce and test the prototype of a device system that enables in-situ cryopreservation of cell suspensions with the volumes sufficient for practices in both biomedical research and clinical applications. Human adipose-derived mesenchymal stem cells (hASC) will be used as the model for in-vitro studies and the design and production of the device prototype will be optimized through an iterative bioengineering approach. This Phase I study paves the path for future engagement of the proposed method (Phase II) in enhancing the efficacy of using hASC and other valuable cell types for cell therapy and tissue engineering by potentially improving the quality of cell lots and minimizing donor-to-donor variability.